Button's Mind Game

by Liverwurst


Level 1: Cream Heart

Button Mash sat quietly at his desk, tapping the back of a pen against a small notebook. It wasn't like him to go analog, but for this he wanted something closer at hand than his computer. He wrote in his own made-up shorthand, in case anyone else stumbled upon it. It was the middle of the night, and the only light came from his small desk lamp.

It had taken several months of meticulous preparation, but through it all Button Mash learned quite a bit about the ponies of Ponyville. In order to make it a true game for himself, he couldn't just program a few ponies to be quest-givers, complete those quests, and then get sex as a reward. That would be fun if he was coming in as a player, completely new to the game, but that was impossible for him. It was impossible for a game developer to play his own game with the same perspective as a player.

So instead, Button had to add and tweak the game that already existed within Ponyville itself. To do that, he needed to know everything about everyone. He needed to know their habits, their hidden desires, their deepest secrets. He needed enough information to predict and to plan without directly controlling ponies. Of course, that didn't mean he didn't tweak things a little when he saw an opportunity, but for the most part he wanted to keep his game as open-ended as possible.

However, if his game were to be a proper game at all, he needed one vital element: a save point. If he could erase his mistakes and start over from a set point, well, there would be no stopping him. And, fortunately, he had found a way to do just that.

The ponies of Ponyville weren't the only thing Button Mash had studied. He also found a few neat features on the device. Once a pony was under his control, the device kept a profile of them with every command and suggestion Button ever gave them. He could set macros for commands he used often, he could manipulate a pony's mind remotely, he could even get them under his control without the device's blinding light (though only if it wasn't the first time).

Most importantly, he found out that he could set a default list of commands and suggestions for each pony the device registered. Best of all, he could set every pony under his control back to that default with a simple press of a button. And just like that, he had his save point. At any time he could start over his game. The only drawback was that he would have to start at the beginning, but it was better than nothing.

Button yawned and closed his notebook. He nestled it inside a sling pouch hanging on his desk chair. The device was also in the pocket, safe and sound. He hopped off his chair and snuggled into bed. It had been a time coming, but he was finally going to enjoy the fruits of his labor. Button lay on his back and idly stroked his hard-on. Tomorrow, he would start with the first mare on his list. It would be the perfect Level One. A nice easy start to get his feet wet. Among other things.

He opened his nightstand drawer to check on a small glass vial filled with a luminescent blue liquid. He had made Zecora whip up a little something in preparation. Button smiled and closed the drawer.

His mom's ass had better be ready for him.


Cream Heart chewed a stick of strawberry gum as she used a rubber spatula to scrape away the scrambled eggs from the pan and into a serving dish set on the table. Eggs, pancakes, orange juice, and milk, everything a growing colt needed to grow strong and healthy. She took a moment to admire the table of food she prepared before calling Button Mash down.

"Button Mash, breakfast is ready," Cream Heart called out. When she heard little hoofsteps coming toward the kitchen, she took out her chewing gum and threw it out.

"Morning, mom," Button said as he entered the kitchen.

Cream Heart turned to greet him. "Good morning, Butt--" She stopped suddenly as she saw her son's erect penis on full display. She couldn't say anything for several seconds. She was his mother, so of course she had seen his penis before, but she never actually saw it that erect before. She couldn't take her eyes away. Though small, it had certainly grown since the last time she saw it.

"Mom?"

Cream Heart blinked and awoke from her stupor. "B-Button Mash, what are you thinking coming out here with your...body like that?"

Button tilted his head. "Like what?"

"Your p-penis, Button."

"Oh!" Button looked down at his back legs. "It just got like that this morning, and it won't go back down."

"You just have to wait for it to go down!" Cream Heart said, exasperated.

"I did," Button Mash whined. "I waited since I woke up, but it won't go soft."

Cream Heart sighed. Well, she knew this would be coming sooner or later. Maybe she had waited a little too long to have the talk with him. Still, she knew morning erections were common, but she never heard of them lasting for so long. Then again, it wasn't as if she had first-hand experience with this sort of thing.

"Let's eat breakfast. I'm sure by the time we finish your p-penis will have calmed down." Yes, that seemed like the reasonable thing to do. Then, after breakfast, she would have a long talk with him about the birds and the bees. Oh, the years passed by so quickly. Her little boy was growing up into a stallion.

The two sat down, and Cream Heart served Button and herself. It was a Saturday morning, so instead of talking about school, they talked about the plans they had for today. Button, of course, was planning to sit at his computer and play games. Sometimes she thought he had his eyes glued to a screen far too much, but she supposed it was fine so long as he kept his grades up.

After they finished their meal, Cream Heart cleaned the table and started on the dishes. She wanted to get some shopping done. There was a sale on ginger she wanted to get to before the store ran out.

"Mom, my penis is still hard."

"What?" Cream Heart wiped her hooves on a dish towel and checked her son. Sure enough, his penis was still incredibly erect. Goodness, she could even see a small vein run along his shaft. She couldn't help but think it a little cute. But certainly an erection was not supposed to last this long. She had to make a call.

"Wait here, sweetie, I'll be right back." Cream Heart went to the living room and grabbed the phone. She dialed a friend of hers that might know what to do.

"Redheart? How are you? It's Cream." She and Nurse Redheart exchanged pleasantries for a moment before Cream Heart went straight to the meat of the matter. "Listen, I need some...medical advice."

"Advice? Sure, what do you need?" Redheart asked from the other side of the line.

"My son, Button Mash. He has an...erection, and it won't go away no matter how long we wait. He's had it for at least an hour now. Might something be wrong?"

Redheart laughed. "Oh, that's perfectly normal. Nothing to worry about. Young colts will often experience long-lasting erections during puberty. We even have a medical term for it: mild adolescent priapism. MAP for short."

"That's a relief. So it'll go away eventually?"

"Weeeellll," Redheart paused for a moment. "Usually MAP goes away once he 'relieves' himself."

"You mean he just needs to go to the bathroom?"

"I mean he needs to ejaculate, Cream."

"O-oh," Cream Heart stuttered. She glanced at the kitchen doorway where Button gingerly poked at his erection. "B-but once he does, then it'll go away?"

"Yes, but it might take a few 'instances'. There was one case where a young colt about Button's age had to ejaculate ten times before his MAP was relieved. By the third time his penis was so sore a nurse had to...offer aid."

"Really? The hospital went that far to help him?"

"His parents had incredible insurance."

"Oh. Well, thank you Redheart you were a great help."

"Any time, Cream. One more thing, just make sure to supervise him while he relieves himself."

"I have to watch him?"

"Absolutely. It's important to count how many times he ejaculates before his MAP disappears in order to properly gauge its severity. He might stop after his penis becomes sore, or he may misjudge how many ejaculations he's had. You need to be there to make absolutely sure he does it properly."

"I-I guess that makes sense." Cream Heart wrapped the phone cord around her hoof. "Is there a number that he needs to stay under?"

Redheart hummed in thought for a moment. "Twelve or less is nothing to worry about. Any more would be a great cause for concern. You should definitely take him to the emergency room if it takes more than that."

"Oh my. I see. Thank you so much."

"See you later, Cream. Bye."

Cream Heart hung the phone and turned back to her son. She fiddled with her hair nervously as she watched Button Mash touch himself curiously. There was no point in delaying his...treatment.

"Button Mash, can you come with me to your room for a minute?" Cream Heart said.

"Okay, mom."

Together, Cream Heart and Button Mash went to his room. Cream Heart closed and locked the door behind her and took a deep breath. She could do this, it was for her son's health, after all.

"Sweetie, I talked to Nurse Redheart on the phone, and she said that the best way to make your p-penis soft again is for you to...relieve yourself."

Button tilted his head. "I just have to go to the bathroom?"

"No, sweetie, you have to...masturbate."

That didn't seem to diminish his confusion at all. "Mom, what's 'masturbate'?"

Cream Heart's cheeks grew hot. Dear Celestia, she knew it would be hard to have The Talk with her son, but she never thought she would have to explain to him what masturbation was. She always thought he would learn that from schoolyard gossip or something.

"Masturbating is when you...pleasure yourself in order to...ejaculate and achieve an...orgasm." Oh for Equestria's sake, if she was going to stumble over her words this much, it'd take all day. She just had to swallow her embarrassment and just plow forward.

"What's ejaculate mean? And what's an orgasm?"

Cream Heart sighed. How was she supposed to explain this? Suddenly, an idea came to her.

"Maybe it would be best if you just experience it yourself. Stand up on your hind legs and rub your penis with a hoof."

Button stood up and leaned against his bed for support. He used a hoof to rub the base of his shaft in small, circular motions. Cream Heart had to stifle a giggle. Seeing him innocently struggle to do something so sexual was almost too adorable for her to handle.

"No, sweetie," Cream Heart said softly. "Try grasping it gently with your fetlock and rubbing along the entire length of your shaft."

Button did so. It seemed to work as, after a few strokes, Button began moaning quietly. "Oh, mom, it feels really good."

Cream Heart rubbed her thighs together as she watched her son jack off. Her heart beat a little harder as Button's cute moans filled the room. Why was she getting so excited? Watching Button Mash masturbate shouldn't be having this effect on her.

"M-mom, s-something's coming!" Button Mash gasped.

"That's perfectly normal, sweetie." Cream Heart's breathing quickened to match Button's shallow gasps. "Don't be afraid to stroke faster."

Button's hoof indeed went faster, and his hips starting bucking from the pleasure. With one final buck a few strings of cum spurted from his young dick and onto the floor.

Cream Heart's chest tightened as she watched her son's orgasm. A small bit of cum managed to land on Cream Heart's hoof. Without any thought she brought it up to her face. The heady scent of it brought her to a slight daze. She licked her lips and brought the drop of cum closer to her mouth.

She blinked and shook her head to clear her thoughts. What in the world was she doing? What kind of mother would get so turned on from her own son's...stuff. She had to remember that she was doing this for Button's health. Speaking of which.

Button leaned back against the bed in order to rest and catch his breath. Cream Heart trailed her gaze down his body and sighed when she saw his dick was still hard and twitching. It didn't calm down at all. If anything it looked even harder now.

"Keep going, Button, your penis is still hard."

Button nodded, his breathing still labored. After a couple minutes he grabbed his penis again, only to quickly release it.

"It hurts a little."

"I know, sweetie, but you have to keep going."

Button nodded and grabbed his erection again. He started slowly and eased into a faster pace. Just like before, Cream Heart watched every second until Button shot out more cum in her direction. By the third time, Cream Heart was shuffling her back legs, trying to ignore all the clenching going on back there. Despite her best efforts, however, her tail was raised as high as a flag. The heavy smell of sweat and musk wasn't helping either.

After the fourth time, Button Mash sat on his bed utterly exhausted. His raging hard-on still showed no signs of going away. After several minutes, Button sat up straight and tried to grab his erection again, but he instantly retrieved his hoof.

"Mom, it hurts too much. I can't even touch it," Button whined.

She had been afraid of this. Redheart had said this might happen, but what could Cream Heart do to help? She took a couple steps closer to Button. Slowly, she reached out her hoof and gently touched Button's little dick.

"Ow! Mom!"

Cream Heart snapped her hoof back. "Sorry, sweetie, I didn't think it would be that sensitive." If she couldn't use her hoof, how else was she supposed to help her son? What could she use that was softer than her hoof? An answer came quickly enough.

"Sweetie, do you remember how when you scraped your knee or got a paper cut I would kiss it better?" Cream Heart asked.

"Yeah."

"Well, I'm going to do the same thing with your penis, okay? It might feel good, and you might want to come again, but that's perfectly okay."

"O-okay."

Cream Heart gradually brought her face closer to Button's cock. Was she really going to suck off her own son? Of course, it was for his health after all. If she couldn't get his penis to relax then he might have to go to the hospital. If it meant helping him, she would gladly suck on his dick. She just wished she wasn't so turned on by the thought. Cream Heart opened her mouth and pressed the flat of her tongue against Button's shaft.

Button sighed in relief. "That feels a lot better."

Cream Heart engulfed her son's dick in her mouth, and a bolt of electricity shot down her back and into her flanks. She moaned, and her back legs started to shake. She couldn't help but bring a foreleg back and slowly massage her glistening folds. Cream Heart couldn't remember the last time she had felt this horny. Sweet Celestia, what was wrong with her? She needed to remember why she was doing this in the first place. She just needed to make him cum quickly.

Cream Heart wrapped her tongue around her son's head and gently sucked to milk his dick. Button moaned as she got to work. He wrapped his forelegs around her head and thrusted his hips forward, trying instinctively to get his cock as deep into her mouth as he could.

"Oh, mom. I'm...I'm…"

A bitter taste filled Cream Heart's mouth as Button's dick spurted out a weak rope of cum. She swallowed without a thought, and her legs shivered. She moaned into her son's lap as her pussy clenched desperately at a cock that wasn't there. Wave after wave of pleasure washed over her, and her eyes rolled back as she rode her orgasm. Only after several seconds did the ebb and flow of ecstasy finally ease enough for her to gain her senses. Button's cock was still stiff in her mouth, and she kept it there.

Cream Heart had never orgasmed from sucking a cock before. Was she really such an awful mother that giving her son head turned her on so much? No, of course not. In this situation any mother would do the same. She was sure of it. Oh goodness, but his throbbing cock still showed no signs of relief even after five times. She needed to keep going.

Time waned on as Cream Heart continued to suck on her son's cock like a lollipop. She powered through the intense pleasure seizing her body and focused on making Button cum over and over again. Every time she drank that bitter nectar another orgasm would rock her body. There was no relief. Her horniness kept building and building. It got so bad that she couldn't even use her back legs to stand. She had to sit besides Button's bed.

Both Cream Heart and her body got more and more desperate with each of Button's orgasms. She had just finished number ten and his cock was still rigid.

"I'm…" Button could only manage a weak gasp.

Cream Heart moaned as she succumbed to another orgasm. She finally removed her mouth from her son's crotch. It was still hard and dripping wet from her mouth. She stared at the ceiling in a daze, her mouth hanging open. Number eleven didn't do it either. Redheart had said that any more that twelve could be serious. Blowjobs just weren't working. She needed a sure fire way for Button's cock to get soft.

"Mom, what are you doing with your hoof?"

"Huh?" Cream Heart blinked out of her daze and looked down to find her hoof busily rubbing her pussy. A damp spot had formed on the carpet beneath where she sat. "Oh, I'm, um, masturbating, sweetie." Cream Heart hummed in thought. If her mouth wasn't enough, maybe her pussy would be. But could she really take her own son's virginity? Of course she could, it was for his health. She kept telling herself that over and over again.

"Button, it's very important that your cock--I mean--penis gets soft after this one. So we're going to have...sex."

Button tilted his head. "What's sex?"

Cream Heart's pussy clenched. "S-sex is when a stallion puts his penis into a mare's vagina." She stood up despite her shaking legs and turned so her flank faced Button. She lowered her front and presented herself to her son. Reaching back, she parted her lips to give Button a better look. "Th-this is a mare's vagina, sweetie. This is where you're going to put your penis."

"Can I touch it?"

Cream Heart gulped and nodded her head. As Button explored her folds with a hoof, she couldn't help but release a soft moan. She couldn't take much more. She needed a hard cock in her or she was going to lose it. Cream Heart quickly shook her head. No. She had to control herself. She was just doing this for her son, that was all.

"Now, sweetie, you're going to mount mommy, okay?" She couldn't keep her voice from getting breathy. Just talking about it made her dizzy with lust. "You're going to put your forelegs on my flanks and ram that cute, little dick into mommy's pussy. Then you're going to hump me silly."

"O-okay, mom." The bed squeaked. Cream Heart felt her son's weight as he supported himself on her flanks. "Here I go."

Button plunged into her, and Cream Heart gave her loudest moan of the day. Button's cock was nowhere near as long or as thick as others that have been inside her. In fact, it might have been the smallest dick she ever rutted. But for some reason her son's tiny tool gave her more intense pleasure than any other.

The room filled with rhythmic slaps as Button started bucking his hips. With each thrust, Cream Heart fell deeper and deeper into a lustful daze. Her whole body shook and tensed with pleasure. It was too much for her to handle. Soon she couldn't even remember her own name. All she could think about was how her own son was ravaging her without mercy.

"Ooh, mom! It feels so good."

"That's right sweetie, keep going. Rut mommy silly. Make mommy scream!" Cream Heart's moans soon declined into incoherent babbles. There was nothing but her son's cock ramming into her. She wanted more. She wanted him to shoot his load inside her and coat her womb with hot cum.

"I'm cumming!"

"Yes, sweetie! Fill mommy up!"

Button's hot cum filled Cream Heart's pussy, and her eyes rolled back in her head as a monstrous orgasm overtook her. Her pussy spasmed and clenched uncontrollably as she drowned in pleasure. It overwhelmed her completely. The world soon turned black.


Cream Heart woke up in her son's bed, the morning sun sneaking through the curtains. She looked around and saw Button sat up beside her, playing a handheld game. Like a reflex, she looked down his body and her heart skipped a beat as she realized his dick was still rock hard.

"Did...did it not work?" she asked, more to herself than to Button.

"It worked," Button said. "This is just my morning wood."

Oh thank goodness. Strangely, a small part of her felt a little disappointed. She licked her lips and rolled on the bed so her head was between her son's legs. She felt her pussy wink. She wanted more. She needed more.

"Do you...need any help?"

Button smiled and placed his game on the nightstand. "Sure."

Without any hesitation, Cream Heart wrapped her lips around his dick, and her lust washed over her again. She swirled her tongue around his cock and bobbed her head up and down. Button Mash placed his front hooves on her head and guided her rhythm. It only lasted a few too-short minutes before Button pushed her away. Cream Heart whimpered and pushed against Button's hoof to get that lovely cock in her mouth again.

"I want to rut your asshole, mom," Button said.

Cream Heart clenched her ass. "What?" She stopped and looked up at her son. "But I never did...that before. Wouldn't you like it better if I kept giving you head?" She was surprised at how bluntly she talked about sucking off her own son, but all she wanted right now was to stay in her son's lap.

"Nah. If you don't want to, then I guess I'll just use my hoof." Button pushed her head away as far as he could reach and began rubbing his shaft.

"B-but," Cream Heart stuttered and stared at his dick with a forlorn stare. She didn't know why, but she had to have it. Her whole body screamed at her to make that cock hers. "I-I'll let you use my...butt. Just let me use my tongue to make you nice and slippery."

Button seemed satisfied and stopped using his hoof. He spread his legs to give his mom better access. Cream Heart plunged in without hesitation and brought his dick as deep into her mouth as it would go. She used her tongue to lick at his balls.

"Okay, that's enough." Button said, pushing her away again. "Now turn around."

Cream Heart groaned and gave him a rather forceful suck in protest, but she soon acquiesced and released him from her starving maw. She turned around and rested on her stomach to allow for easier mounting. She reached her legs out and spread them wide, making sure her tail was high in the air. She felt Button shuffle around on the bed and his hooves press against the small of her back. Slowly, his cock delved into her cheeks. The head rubbed against her puckered asshole. Cream Heart sighed heavily at the feeling. She reached back with both forelegs and parted her ass to give Button more reach. But Button moved her hooves away.

With one single thrust, Button forced open his mom's ass and went in as deep as he could. Cream Heart's flanks rippled from the force, and she moaned at the strange feeling of her son's cock in her virgin asshole. She wasn't sure if she enjoyed anal, or if she preferred it to blowing or rutting her son, but just having Button's dick inside her made her shiver with need.

Button ravaged his mom's ass, and the longer he went the louder Cream's moans became. A hard slap resounded, Cream Heart's cheek stung with pain, and she yelped in surprise. When she turned her head to look at what had happened, Button gave her another slap on the ass.

"Ow!" Cream Heart yelled. "Button Mash! What are you doing?"

"I'm slapping my cumslut."

"B-Button!" Cream Heart tried her best to ignore Button's cock going in and out of her, but she couldn't. She took a few seconds to moan out her pleasure before speaking again. "That's no way to treat your mother."

"My mother?" Button sneered. "What kind of mom would blow her son and drink his cum over and over again? What kind of mom would let her son plunge his cock into her slutty pussy?"

Cream Heart's pussy started to glisten as she remembered their time together last night. "Th-that was for your health," she answered.

"What about now, huh?" Button gave her a forceful thrust, and Cream Heart responded with a husky groan. "I'm not sick now, and you were desperate to have my cock in your mouth."

Cream Heart started to lick her lips but stopped. He was right, she had wanted nothing more than to suck on her son's erection. Even now, all she could think about was how good it felt every time Button's hips slapped against her ass. What kind of mother was she?

"Face it, you're not fit to be my mom. You're only good as my personal cumslut now. So be a good little cumslut and beg for my cum."

Button quickened his pace, and Cream Heart buried her face in the bedsheets to muffle her desperate and lusty gasps. Tears streamed down her cheeks. He was right, he was completely right. There was no way she could call herself his mother after all this. So if she couldn't satisfy Button's needs as a mother, then she might as well satisfy his needs as a whore.

"P-please Button, fill my ass with your cum!" Cream Heart yelled. She only needed to ask once. With one final thrust, Button shoved his dick as deep as it would go and unloaded into his mom's waiting ass. Cream Heart screamed in delight as she felt spurt after spurt coat her insides with her son's warm ejaculate.

The pair stayed there for several minutes before Button freed his cock from her clenching asshole.

"Who's a good, little cum dump?" Button asked.

Cream Heart moaned. Being demeaned by her own son gave her a rush of pleasure that went straight to her flanks. She raised her hips and wiggled her ass in an attempt to find Button's dick again.

"I'm a good, little cum dump," Cream Heart replied.

"Good answer. You deserve a reward. What would you like?"

Cream Heart whimpered. "Cum. I want your cum."

Button grinned.

Level One Complete